UNITED STATES SECURITIES AND EXCHANGE COMMISSION


WASHINGTON, D.C. 20549





FORM
10-K/A


Amendment
No. 1





(Mark
One)


[X]
Annual Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 for the fiscal year ended January 31,
2016





or





[ ]
Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 for the transition period from ________ to
________.





Commission
File Number: 333-170035





HOMEOWNUSA


(Exact
name of Registrant as specified in its charter)





Nevada

27-1467606(State or other jurisdiction of incorporation or
organization)

(I.R.S. Employer Identification Number)





1601 Blake Street, Suite 310Denver, CO, 80202

303-953-4245(Address of Principal Executive Offices)

(Company's telephone number)





Securities
registered pursuant to Section 12(b) of the Act: None


Securities
registered pursuant to section 12(g) of the Act: Common Stock,
$0.001 par value





Indicate
by check mark if the registrant is a well-known seasoned issuer, as
defined in Rule 405 of the Securities Act.


Yes [ ]
No [X]





Indicate
by check mark if the registrant is not required to file reports
pursuant to Section 13 or Section 15(d) of the Exchange
Act.


Yes [ ]
No [X]





Indicate
by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such
shorter period that the registrant was required to file such
reports), and (2) has been subject to such filing requirements for
the past 90 days.


Yes [ ]
No [X]











Indicate
by check mark whether the registrant has submitted electronically
and posted on its corporate Web site, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405
of Regulation S-T (§ 229.405 of this chapter) during the
preceding 12 months (or for such shorter period that the registrant
was required to submit and post such files).


Yes [ ]
No [X]





Indicate
by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be
contained, to the best of registrant's knowledge, in definitive
proxy or information statements incorporated by reference in Part
III of this Form 10-K or any amendment to this Form 10-K. [
]





Indicate
by check mark whether the registrant is a large accelerated filer,
an accelerated filer, or a non-accelerated filer, or a smaller
reporting registrant.


(Check
one):





Large accelerated filer [ ]

Accelerated filer [ ]Non-accelerated filer [ ]

Smaller reporting company [x]





Indicate
by check mark whether the registrant is a shell registrant (as
defined in Rule 12b-2 of the Exchange Act).


Yes [X]
No [ ]





State
the aggregate market value of the voting and non-voting common
equity held by non-affiliates computed by reference to the price at
which the common equity was last sold, or the average bid and asked
price of such common equity, as of the last business day of the
registrant’s most recently completed fiscal quarter.
N/A





Indicate
the number of shares outstanding of each of the registrant’s
classes of common stock, as of the latest practicable date.
The number of shares outstanding of
the registrant’s only class of common stock, as of December
13, 2016 was 74,043,324 shares of its $0.001 par value common
stock.








DOCUMENTS
INCORPORATED BY REFERENCE





None.





2


Explanatory
Note
 
 HOMEOWNUSA (the
“Company”) is filing this amendment (this
“Amendment”) to its Annual Report on Form 10-K for
the period ended Janauary 31, 2016, originally filed with the
Securities and Exchange Commission (the “SEC”) on
December 13, 2016 (the “Original
Form 10-K”), soley for the purposes of adding the
signature block on the Auditor Report, which was
inadvertently omitted from the Original Form 10-K. This
Amendment No. 1 does not reflect events that may have occurred
subsequent to the filing date of the Original Form 10-K, and does
not modify or update in any way any other disclosure made in the
Original Form 10-K.











CAUTIONARY
STATEMENT REGARDING FORWARD-LOOKING INFORMATION





Certain
statements in this report contain or may contain forward-looking
statements that are subject to known and unknown risks,
uncertainties and other factors which may cause actual results,
performance or achievements to be materially different from any
future results, performance or achievements expressed or implied by
such forward-looking statements. These forward-looking statements
were based on various factors and were derived utilizing numerous
assumptions and other factors that could cause our actual results
to differ materially from those in the forward-looking statements.
These factors include, but are not limited to, our ability to
implement our business plan and generate revenues, economic,
political and market conditions and fluctuations, government and
industry regulation, U.S. and global competition, and other
factors. Most of these factors are difficult to predict accurately
and are generally beyond our control. You should consider the areas
of risk described in connection with any forward-looking statements
that may be made herein. Readers are cautioned not to place undue
reliance on these forward-looking statements, which speak only as
of the date of this report. Readers should carefully review this in
its entirety, including but not limited to our financial statements
and the notes thereto. Except for our ongoing obligations to
disclose material information under the Federal securities laws, we
undertake no obligation to release publicly any revisions to any
forward-looking statements, to report events or to report the
occurrence of unanticipated events.








3





Homeownusa


Form
10-K


For the
Fiscal Year Ended January 31, 2016


Table
of Contents





PagePART IItem 1. Business

5Item 1A. Risk Factors

5Item 2. Properties

5Item 3. Legal Proceedings

5Item 4. Mine Safety Disclosures

5PART IIItem 5. Market for Common Equity, Related Stockholder Matters, and
Issuer Purchases of Equity Securities

6Item 6. Selected Financial Data

7Item 7. Management's Discussion and Analysis of Financial Condition
and Results of Operations

8Item 7A. Quantitative and Qualitative Disclosures about Market
Risk

9Item 8. Financial Statements and Supplementary Data

10Item 9. Changes In and Disagreements with Accountants on Accounting
and Financial Disclosures

19Item 9A. Controls and Procedures

20Item 9B. Other Information

20PART IIIItem 10. Directors, Executive Officers and Corporate
Governance

21Item 11. Executive Compensation

23Item 12. Security Ownership of Certain Beneficial Owners and
Management and Related Stockholder Matters

24Item 13. Certain Relationships and Related Transactions, and
Director Independence

25Item 14. Principal Accountant Fees and Services

25PART IVItem 15. Exhibits, Financial Statement Schedules

26Signatures

27





4





PART I





Item 1. Business.





HOMEOWNUSA
was incorporated in the State of Nevada as a for-profit Company on
December 10, 2009 and established a fiscal year end of January
31. The Company was organized to enter into the home equity
lease/rent to own business. On December 31, 2013, the
Company’s sole director and officer and nine other
shareholders sold their interest in the Company to Cloud Biz
International Pte, Ltd (“CloudBiz”), a Singapore
corporation. The total number of shares purchased was 15,730 which
represented a 69% interest in the Company (the
“Transaction”). Along with the Transaction, the sole
director and officer resigned and a new officer director was named
Conn Flanigan. On July 7, 2014 CloudBiz invested $37,000 in the
Company. For such investment, CloudBiz received an additional 74
million shares. In October 2014, the Company issued 20,534 shares
to 30 new investors for total proceeds of $2,053. The Company is
currently looking into potential business plan opportunities but
has not yet decided on a plan.





Item 1A. Risk Factors.





We are
a smaller reporting company as defined in Rule 12b-2 of the
Exchange Act and are not required to provide the information
required under this item.





Item 1B. Unresolved Staff Comments.





None





Item 2. Properties.





We do
not own any real estate or other properties.





Item 3. Legal Proceedings.





The
Company is not a party to any pending legal proceedings, and no
such proceedings are known to be contemplated.





No
director, officer, or affiliate of the issuer and no owner of
record or beneficiary of more than 5% of the securities of the
issuer, or any security holder is a party adverse to the small
business issuer or has a material interest adverse to the small
business issuer.





Item 4. Mine Safety Disclosures





Not
applicable





5





PART II





Item 5. Market For Company’s Common Equity, Related
Stockholder Matters and Small Business Issuer Purchases of Equity
Securities





Item
5(a)





a)
Market Information. There is presently no established public
trading market for our shares of common stock. The Company had
obtained a symbol back in October 2013, however, because of our
failure to keep our public reporting current, the symbol is no
longer active. We do plan to reapply for quoting of our common
stock on the OTC Bulletin Board. However, we can provide no
assurance that our shares of common stock will be quoted on
the Bulletin Board or, if traded, that a public market will
materialize.





b)
Holders. At December 13, 2016, there were
approximately 23 shareholders of the Company.





c)
Dividends. Since inception we have not paid any dividends on our
common stock. We currently do not anticipate paying any cash
dividends in the foreseeable future on our common stock. Although
we intend to retain our earnings, if any, to finance the
exploration and growth of our business, our Board of Directors will
have the discretion to declare and pay dividends in the future.
Payment of dividends in the future will depend upon our earnings,
capital requirements, and other factors, which our Board of
Directors may deem relevant.





d)
Securities authorized for issuance under equity compensation plans.
None





e)
Performance graph. Not applicable.





f) Sale
of unregistered securities. Not applicable





Item
5(b) Use of Proceeds. Not applicable.





Item
5(c) Purchases of Equity Securities by the issuer and affiliated
purchasers.





During
2015 and 2014 we did not repurchase any shares of our common
stock.





Common Stock Offering





As of
October 31, 2014, we completed an offering of securities to 30 new
investors for gross proceeds of $2,053 and will be issuing 20,534
shares at $0.10 per share. Such shares have not been issued as of
the date of this filing.





6





The
offer and sale of such shares of our common stock was effected in
reliance on the exemptions for sales of securities not involving a
public offering, as set forth in Rule 504 promulgated under the
Securities Act and in Section 4(2) of the Securities Act,
based on the following: (a) we were not subject to the
reporting requirements of Section 13 or 15(d) of the Exchange Act;
(b) the investors confirmed to us that they were either
“accredited investors,” as defined in Rule 501 of
Regulation D promulgated under the Securities Act or had such
background, education and experience in financial and business
matters as to be able to evaluate the merits and risks of an
investment in the securities; (c) there was no public offering
or general solicitation with respect to the offering; (d) the
investors were provided with certain disclosure materials and all
other information requested with respect to our company; (e) the
investors acknowledged that they had a reasonable opportunity to
ask questions and receive answers concerning the offering and our
business, financial condition, results of operations and prospects
(f) the investors acknowledged that all securities being
purchased were “restricted securities”
for purposes of the Securities Act, and agreed to transfer
such securities only in a transaction registered under the
Securities Act or exempt from registration under the Securities
Act; and (g) a legend was placed on the certificates
representing each such security stating that it was restricted and
could only be transferred if subsequently registered under the
Securities Act or transferred in a transaction exempt from
registration under the Securities Act.





Item 6. Selected Financial Data.





Not
applicable to smaller reporting companies.





7





Item 7. Management’s Discussion and Analysis of Financial
Condition and Results of Operations.





This form 10-K contains certain forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995. For this purpose any statements contained in this Form 10-K
that are not statements of historical fact may be deemed to be
forward-looking statements. Without limiting the foregoing, words
such as “may”, “will”,
“expect”, “believe”,
“anticipate”, “estimate” or
“continue” or comparable terminology are intended to
identify forward-looking statements. These statements by their
nature involve substantial risks and uncertainties, and actual
results may differ materially depending on a variety of factors,
many of which are not within our control. These factors include by
are not limited to economic conditions generally and in the
industries in which we may participate; competition within our
chosen industry, including competition from much larger
competitors; technological advances and failure to successfully
develop business relationships.





Overview





The
Company has decided to not pursue its original business plan and is
currently in the process of evaluating new business opportunities.
Our CEO is exploring such options.





Results of Operations





For the
year ended January 31, 2016 and 2015, we had $0 revenues. Our total
expenses for the year ended January 31, 2016 are $204 as compared
to operating expenses of $50,004 for the year ended January 31,
2015, representing a decrease of $49,800, or 99.6%. The decrease in
total expenses for the year ended January 31, 2016 was due to
greatly reduced professional service activities. During the year
ended January 31, 2015, we incurred consulting expenses of $27,000,
transfer agent expenses of $3,285, accounting and auditing expenses
of $9,500, and legal expenses of $10,000. For the year ended
January 31, 2016, we incurred a net loss of $204 as compared to a
net loss of $50,004 for the year ended January 31,
2015.





Our
auditor has expressed substantial doubt as to whether we will be
able to continue to operate as a going concern due to the fact that
the Company has incurred net operating losses of $127,892 from
inception though the year ended January 31, 2016 and has not yet
established on going source of revenues sufficient to cover its
operating costs and allow it continue as a going concern. The
ability of the Company to continue as a going concern is dependent
on the Company obtaining the adequate capital to fund operating
losses until it becomes profitable. If the Company is unable to
obtain adequate capital, it could be forced to cease
operations.





8





Liquidity and Capital Resources





As of
January 31, 2016, we had cash of $1,238 as compared to cash of
$6,388 for the year ended January 31, 2015. We anticipate that our
current cash and cash equivalents and cash generated from
operations, if any, will be insufficient to satisfy our liquidity
requirements for at least the next 12 months. We will require
additional funds prior to such time and the Company will seek to
obtain these funds by selling additional capital through private
equity placements, debt or other sources of financing. If we are
unable to obtain sufficient additional financing, we may be
required to reduce the scope of our planned operations, which could
harm our business, financial condition and operating results.
Additional funding to meet our requirements may not be available on
favorable terms, if at all.





For the
year ended January 31, 2016, we recorded a net loss of $204. We had
negative cash flow of $4,946 from a decrease of accounts payable
and accrued expenses, resulting in net cash used in operating
activities of $5,150 for the period.





For the
year ended January 31, 2015, we recorded a net loss of $50,004. We
had positive cash flow of $17,339 from an increase of accounts
payable and accrued expenses, resulting in net cash used in
operating activities of $32,665 for the period.





For the
year ended January 31, 2016 and 2015, we did not pursue any
investing activities.





For the
year ended January 31, 2016, we did not pursue any financing
activities.





For the
year ended January 31, 2015, we received $39,053 in proceeds from
the issuance of common stock, resulting in net cash provided by
financing activities of $39,053 for the period.





Off Balance Sheet Arrangements





We have
no off-balance sheet arrangements that have or are reasonably
likely to have a current or future effect on our financial
condition, changes in financial condition, revenues or expenses,
results of operations, liquidity, capital expenditures or capital
resources that are material to stockholders.





Item 7A. Quantitative and Qualitative Disclosures About Market
Risk.





We are
a smaller reporting company as defined in Rule 12b-2 of the
Exchange Act and are not required to provide the information
required under this item.





9





Item 8. Financial Statements and Supplementary Data.











HOMEOWNUSA


FINANCIAL STATEMENTS


January 31, 2016








PageReport
of Independent Registered Public Accounting Firm

11Balance
Sheets of January 31, 2016 and 2015

12Statements of
Operations for the Years ended January 31, 2016 and
2015

13Statement of
Changes in Stockholders' Deficit

14Statements of Cash
Flows for the Years ended January 31, 2016 and 2015

15Notes
to Financial Statements

16








10





Report of Independent Registered Public Accounting
Firm





To the
Board of Directors and Stockholders of Homeownusa





We have audited the accompanying condensed balance sheets of
Homeownusa as of January
31, 2016 and 2015, and the related consolidated statements of
operations, stockholders’ equity (deficit), and cash flows
for each of the years ended January 31, 2016 and 2015.
Homeownusa’s management is responsible for these
condensed financial statements. Our responsibility is to express an
opinion on these condensed financial statements based on our
audits.





We
conducted our audits in accordance with the standards of the Public
Company Accounting Oversight Board (United States). Those standards
require that we plan and perform the audit to obtain reasonable
assurance about whether the consolidated financial statements are
free of material misstatement. The Company is not required to have,
nor were we engaged to perform, an audit of its internal control
over financial reporting. Our audits included consideration of
internal control over financial reporting as a basis for designing
audit procedures that are appropriate in the circumstances, but not
for the purpose of expressing an opinion on the effectiveness of
the company’s internal control over financial reporting.
Accordingly, we express no such opinion. An audit also includes
examining, on a test basis, evidence supporting the amounts and
disclosures in the consolidated financial statements, assessing the
accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis
for our opinion.





In our opinion, the condensed financial statements referred to
above present fairly, in all material respects, the financial
position of Homeownusa. as of January 31, 2016 and 2015,
and the condensed results of its operations and its cash flows for
each of the years ended January 31, 2016 and 2015 in conformity
with accounting principles generally accepted in the United States
of America.





The
accompanying condensed financial statements have been prepared
assuming that the Company will continue as a going concern. As
discussed in Note 1 to the condensed financial statements, the
Company has incurred losses for the years ended January 31, 2016
and 2015 and has a working capital deficit as of January 31, 2016.
These factors raise substantial doubt about the Company’s
ability to continue as a going concern. Management’s plans in
regard to these matters are also described in Note 1. The condensed
financial statements do not include any adjustments that might
result from the outcome of this uncertainty.











/s/ Rosenberg Rich
Baker Berman & Company


Somerset, New Jersey,


December 5, 2016





11





HOMEOWNUSA


BALANCE SHEETS


AS OF JANUARY 31, 2016 AND 2015





January 31,
2016
January 31,
2015CURRENT
ASSETS:Cash
or cash equivalents
$1,238
$6,388TOTAL
CURRENT ASSETS
1,238
6,388TOTAL
ASSETS
$1,238
$6,388LIABILITIES
AND STOCKHOLDERS' DEFICITCURRENT
LIABILITIES:Accounts
payable and accrued expenses
$12,393
$17,339TOTAL
CURRENT LIABILITIES
12,393
17,339TOTAL
LIABILITIES
$12,393
$17,339STOCKHOLDERS'
DEFICIT:Capital
stock (note 3), authorized 75,000,000, $0.001 par
value74,043,324
shares issued and outstanding,as
of January 31, 2016, and 2015, respectively
74,043
74,043Discount
on Common Stock
(37,000)
(37,000)Additional
paid-in capital
79,694
79,694Accumulated
deficit
(127,892)
(127,688)TOTAL STOCKHOLDERS'
DEFICIT
(11,155)
(10,951)TOTAL
LIABILITIES AND STOCKHOLDERS' DEFICIT
$1,238
$6,388





The
accompanying notes are an integral part of these financial
statements.





12





HOMEOWNUSA


STATEMENTS OF OPERATIONS


FOR THE YEARS ENDED JANUARY 31, 2016 AND 2015





Year
Ended
January 31,
2016
Year
Ended
January 31,
2015Total
Revenues
$-
$-Operating
expenses:Bank
Service Charges
150
219Consulting
Services
-
27,000Transfer
Agent
54
3,285Accounting/Auditing
-
9,500Legal
-
10,000Total
operating expenses
204
50,004Loss
from operations
(204)
(50,004)Loss
before taxes
(204)
(50,004)Income
tax provision
-
-Net
loss applicable to common shareholders
$(204)
$(50,004)Net
loss per share - basic and diluted
$(0.00)
$(0.00)Weighted number of
shares outstanding - Basic and diluted
74,043,324
42,199,156





The
accompanying notes are an integral part of these financial
statements.





13





HOMEOWNUSA


STATEMENTS OF STOCKHOLDERS’ EQUITY
(DEFICIT)


FOR THE YEARS ENDED JANUARY 31, 2016 AND 2015





Common
Paid-In
Discount on
Common
Accumulated
Stockholders'Shares
Par
Value
Capital
Stock
Deficit
DeficitBalance January 31,
2014
22,790
23
77,661
-
(77,684)
(0)Issuance of common
stock
74,020,534
74,020
2,033
(37,000)
-
39,053Net loss for
period




(50,004)
(50,004)Balance January 31,
2015
74,043,324
$74,043
$79,694
$(37,000)
$(127,688)
$(10,951)Net loss for
period
-
-
-
-
(204)
(204)Balance January 31,
2016
74,043,324
$74,043
$79,694
$(37,000)
$(127,892)
$(11,155)





The
accompanying notes are an integral part of these financial
statements.





14





HOMEOWNUSA


STATEMENTS OF CASH FLOW FOR THE YEARS ENDED


JANUARY 31, 2016 AND 2015





Year
ended
January 31,
2016
Year
ended
January 31,
2015CASH
FLOWS FROM OPERATING ACTIVITIES:Net
loss
$(204)
$(50,004)Adjustments
to reconcile net income (loss) to cash used in operating
activities:Change
in operating assets and liabilities:Accounts payable
and accrued expenses
(4,946)
17,339Net
cash used in operating activities
$(5,150)
$(32,665)CASH
FLOW FROM FINANCING ACTIVITIES:Proceeds from
issuance of common stock
-
39,053Net
cash provided by financing activities
$-
$39,053NET
INCREASE (DECREASE) IN CASH
(5,150)
6,388CASH
AND CASH EQUIVALENTS at beginning of period
6,388
-CASH
AND CASH EQUIVALENTS at end of period
$1,238
$6,388Supplemental
disclosure of cash flow informationCash
paid for:Interest
$-
$-Income
Taxes
$-
$-Supplemental
schedule of non-cash investing and financing
activitiesSale
of stock at a discount
$-
$37,000





The
accompanying notes are an integral part of these financial
statements.





15





HOMEOWNUSA


NOTES TO FINANCIAL STATEMENTS





NOTE 1 – NATURE OF OPERATIONS AND BASIS OF
PRESENTATION





HOMEOWNUSA
was incorporated in the State of Nevada as a for-profit Company on
December 10, 2009 and established a fiscal year end of January 31.
The Company was organized to enter into the home equity lease/rent
to own business. On December 31, 2013, the Company’s sole
director and officer and nine other shareholders sold their
interest in the Company to Cloud Biz International Pte, Ltd
(“CloudBiz”), a Singapore corporation. The total number
of shares purchased was 15,730 which represented a 69% interest in
the Company (the “Transaction”). Along with the
Transaction, the sole director and officer resigned and a new
officer director was named. On July 7, 2014 CloudBiz invested
$37,000 in the Company. For such investment, CloudBiz received an
additional 74 million shares. In October 2014, the Company issued
20,534 shares to 30 new investors for total proceeds of $2,053. The
Company is currently looking into potential business plan
opportunities but has not yet decided on a plan.





Going concern





To date
the Company has generated no revenues from its business operations
and has incurred operating losses since inception of $127,892. The
Company requires additional funding to meet its ongoing obligations
and to fund anticipated operating losses. The ability of the
Company to continue as a going concern is dependent on raising
capital to fund its initial business plan and ultimately to attain
profitable operations. Accordingly, these factors raise substantial
doubt as to the Company’s ability to continue as a going
concern. The Company intends to continue to fund its business by
way of private placements and advances from related parties as may
be required. These financial statements do not include any
adjustments relating to the recoverability and classification of
recorded asset amounts, or amounts and classification of
liabilities that might result from this uncertainty.





NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES





Basis of Presentation





The
financial statements present the balance sheet, statements of
operations, stockholders’ equity (deficit) and cash flows of
the Company. These financial statements are presented in the United
States dollars and have been prepared in accordance with accounting
principles generally accepted in the United States.





16





Use of Estimates and Assumptions





Preparation
of the financial statements in conformity with generally accepted
accounting principles requires management to make estimates and
assumptions that affect certain reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at
the date of the financial statements and the reported amounts of
revenues and expenses during the period. Accordingly, actual
results could differ from those estimates.





Concentration of Credit Risk





Financial
instruments that potentially subject the Company to concentration
of credit risk consist principally of cash deposits.





Cash and Cash Equivalents





For
purposes of the statement of cash flows, the Company considers
highly liquid financial instruments purchased with a maturity of
three months or less to be cash equivalents.





Loss per Common Share





The
basic earnings (loss) per share is calculated by dividing the
Company’s net income available to common shareholders by the
weighted average number of common shares during the year. The
diluted earnings (loss) per share is calculated by dividing the
Company’s net income (loss) available to common shareholders
by the diluted weighted average number of shares outstanding during
the year. The diluted weighted average number of shares outstanding
is the basic weighted number of shares adjusted for any potentially
dilutive debt or equity. Diluted earnings (loss) per share are the
same as basic earnings (loss) per share due to the lack of dilutive
items in the Company.





Income Taxes





The
Company follows the liability method of accounting for income
taxes. Under this method, deferred tax assets and liabilities are
recognized for the future tax consequences attributable to
differences between the financial statement carrying amounts of
existing assets and liabilities and their respective tax balances
and tax loss carry-forwards. Deferred tax assets and liabilities
are measured using enacted or substantially enacted tax rates
expected to apply to the taxable income in the years in which those
differences are expected to be recovered or settled. The effect on
deferred tax assets and liabilities of a change in tax rates is
recognized in income in the period that includes the date of
enactment or substantive enactment.





Stock-based Compensation





The
Company follows ASC 718-10, "Stock Compensation", which addresses
the accounting for transactions in which an entity exchanges its
equity instruments for goods or services, with a primary focus on
transactions in which an entity obtains employee services in
share-based payment transactions. ASC 718-10 is a revision to SFAS
No. 123, "Accounting for Stock-Based Compensation," and supersedes
Accounting Principles Board ("APB") Opinion No. 25, "Accounting for
Stock Issued to Employees," and its related implementation
guidance. ASC 718-10 requires measurement of the cost of employee
services received in exchange for an award of equity instruments
based on the grant-date fair value of the award (with limited
exceptions). Incremental compensation costs arising from subsequent
modifications of awards after the grant date must be recognized. As
of January 31, 2016 the Company had not adopted a stock option plan
nor had it granted any stock options. Accordingly no stock-based
compensation has been recorded to date.





Recent Accounting Pronouncements





In June
2014, the Financial Accounting Standards Board issued Accounting
Standards Codification update No. 2014-10 for Development stage
entities (Topic 915). The amendments in this updated removed the
definition of a development stage entity from the master glossary
of the Accounting Standards Codification, thereby removing the
financial reporting distinction between development stage entities
and other reporting entities from US GAAP. In addition, the
amendments eliminate the requirements for development stage
entities to (1) present inception-to-date information in the
statements of income, cash flows, and shareholder equity, (2) label
the financial statements as those of a development stage entity,
(3) disclose a description of the development stage activities in
which the entity is engaged, and (4) disclose in the first year in
which the entity is no longer a development stage entity that in
prior years it had been in the development stage. The Company has
elected to adopt such provisions this reporting
period.


17








On
August 27, 2014, the FASB (the “board”) issued
Accounting Standards Update No. 2014-15, Disclosure of
Uncertainties about an Entity’s Ability to Continue as a
Going Concern, which requires management to assess a
company’s ability to continue as a going concern and to
provide related footnote disclosures in certain circumstances.
Before this new standard, there was minimal guidance in U.S. GAAP
specific to going concern. Under the new standard, disclosures are
required when conditions give rise to substantial doubt about a
company’s ability to continue as a going concern within one
year from the financial statement issuance date. The new standard
applies to all companies and is effective for the annual period
ending after December 15, 2016, and all annual and interim periods
thereafter.





On
January 5, 2016, the FASB issued Accounting Standards Update
2016-01, Financial Instruments–Overall: Recognition and
Measurement of Financial Assets and Financial Liabilities (the
ASU). Changes to the current GAAP model primarily affects the
accounting for equity investments, financial liabilities under the
fair value option, and the presentation and disclosure requirements
for financial instruments. In addition, the FASB clarified guidance
related to the valuation allowance assessment when recognizing
deferred tax assets resulting from unrealized losses on
available-for-sale debt securities. The accounting for other
financial instruments, such as loans, investments in debt
securities, and financial liabilities is largely
unchanged.





On
August 26, 2016, the FASB issued Accounting Standard Update
2016-15, Statement of Cash Flows (Topic 230), a consensus
of the FASB’s Emerging Issues Task Force. The new guidance is
intended to reduce diversity in practice in how certain
transactions are classified in the statement of cash flows. This
new standard applies to public entities for fiscal years beginning
after December 15, 2017 and interim periods within that fiscal
year. The Company does not expect the implementation of this
Standard to have a material effect on the financial
statements.





The
Company has implemented all new accounting pronouncements that are
in effect and that may impact its financial statements and does not
believe that there are any other new accounting pronouncements that
have been issued that might have a material impact on its financial
position or results of operations.





NOTE 3 – CAPITAL STOCK





The
Company’s capitalization is 75,000,000 common shares with a
par value of $0.001 per share. No preferred shares have been
authorized or issued.





On July
7, 2014 CloudBiz invested $37,000 in the Company. For such
investment, CloudBiz received an additional 74 million common
shares. The 74 million common shares were issued below par at a
discount. The discount of $37,000 was recorded as a “discount
on common stock” in equity.





During
October 2014, the Company issued 20,534 common shares to 30
individual investors for total proceeds of $2,053.





NOTE 4 – INCOME TAXES





Deferred Tax Assets





At
January 31, 2016, the Company has available for federal income tax
purposes a net operating loss (“NOL”) carry-forwards of
approximately $128,000 that may be used to offset future taxable
income through the fiscal year ending January 31, 2036. No tax
benefit has been reported with respect to these net operating loss
carry-forwards in the accompanying consolidated financial
statements since the Company believes that the realization of its
net deferred tax asset of approximately $32,000 was not considered
more likely than not and accordingly, the potential tax benefits of
the net loss carry-forwards are fully offset by a valuation
allowance of $32,000.


18








Deferred
tax assets consist primarily of the tax effect of NOL
carry-forwards. The Company has provided a full valuation allowance
on the deferred tax assets because of the uncertainty regarding its
realizability. The valuation allowance remained the same and
increased by approximately $13,000 for the year ended January 31,
2016 and 2015, respectively.





Components
of deferred tax assets are as follows:





January 31,
2016
January 31,
2015Net deferred tax
assets – Non-current:Expected income tax
benefit from NOL carry-forwards
$32,000
$32,000Less valuation
allowance
(32,000)
(32,000)Deferred tax
assets, net of valuation allowance
$-
$-








Income
Tax Provision in the Consolidated Statements of
Operations





A
reconciliation of the federal statutory income tax rate and the
effective income tax rate as a percentage of income before income
taxes is as follows:





For the Year
Ended
January 31,
2016
For the Year
Ended
January 31,
2015Federal statutory
income tax rate
25%
25%Change in valuation
allowance on net operating loss carry-forwards
(25%)
(25%)Effective income
tax rate
0.0%
0.0%





NOTE 5 – SUBSEQUENT EVENTS





In
February of 2016, he Company received an additional $18,000 from
Cloudbiz International Pte. Ltd., its majority shareholder, to
assist the company in paying for operating expenses. In October of
2016, The Company received an additional $40,000 from Cloudbiz
International Pte. Ltd., its majority shareholder, to assist the
company in paying for operating expenses.





On
November 4, 2016 Cloudbiz International Pte. Ltd transferred
74,015,730 common shares to Singapore eDevelopment
Ltd.





The
Company has evaluated subsequent events through the date of this
filing.





Item 9. Changes in and Disagreements With Accountants on Accounting
and Financial Disclosure.





None


19








Item 9A. Controls and Procedures.





Evaluation of Disclosure Controls and Procedures





In
connection with the preparation of our Annual Report on Form 10-K,
an evaluation was carried out by management, with the participation
of our Chief Executive Officer (“CEO”) and Chief
Financial Officer (“CFO”), of the effectiveness of our
disclosure controls and procedures (as defined in Rules 13a-15(e)
and 15d-15(e) under the Securities Exchange Act of 1934 (Exchange
Act) as of January 31, 2016. Disclosure controls and procedures are
designed to ensure that information required to be disclosed in
reports filed or submitted under the Exchange Act is recorded,
processed, summarized and reported within the time periods
specified, and that such information is accumulated and
communicated to management, including the Chief Executive Officer
and Chief Financial Officer, to allow timely decisions regarding
required disclosure.





During
evaluation of disclosure controls and procedures as of January 31,
2016 conducted as part of our annual audit and preparation of our
annual financial statements, management conducted an evaluation of
the effectiveness of the design and operations of our disclosure
controls and procedures and concluded that our disclosure controls
and procedures were not effective. Management determined that at
January 31, 2016, we had a material weakness that relates to the
relatively small number of employees who have bookkeeping and
accounting functions and therefore prevents us from
segregating duties within our internal control system.





Management’s Report on Internal Control over Financial
Reporting





Management
is responsible for the preparation and fair presentation of the
financial statements included in this annual report. The financial
statements have been prepared in conformity with accounting
principles generally accepted in the United States of America and
reflect management’s judgment and estimates concerning
effects of events and transactions that are accounted for or
disclosed.





Management
is also responsible for establishing and maintaining adequate
internal control over financial reporting. Our internal control
over financial reporting includes those policies and procedures
that pertain to our ability to record, process, summarize and
report reliable data. Management recognizes that there are inherent
limitations in the effectiveness of any internal control over
financial reporting, including the possibility of human error and
the circumvention or overriding of internal control. Accordingly,
even effective internal control over financial reporting can
provide only reasonable assurance with respect to financial
statement presentation. Further, because of changes in conditions,
the effectiveness of internal control over financial reporting may
vary over time.





In
order to ensure that our internal control over financial reporting
is effective, management regularly assesses controls and did so
most recently for its financial reporting as of January 31, 2106.
This assessment was based on criteria for effective internal
control over financial reporting described in the Internal Control
Integrated Framework issued by the Committee of Sponsoring
Organizations (COSO) of the Treadway Commission. Based on this
assessment, management has concluded that, as of January 31, 2016,
we had a material weakness that relates to the relatively small
number of employees who have bookkeeping and accounting functions
and therefore prevents us from segregating duties within our
internal control system. The inadequate segregation of duties is a
weakness because it could lead to the untimely identification and
resolution of accounting and disclosure matters or could lead to a
failure to perform timely and effective reviews.





This
annual report filed on Form 10-K does not include an attestation
report of the Company’s registered public accounting firm
regarding internal control over financial reporting.
Management’s report was not subject to attestation by our
registered public accounting firm pursuant to temporary rules of
the Securities and Exchange Commission that permit us to provide
only management’s report in this annual report.





Item 9B. Other Information.





None





20





PART III





Item 10. Directors, Executive Officers and Corporate
Governance.





Identification of directors and executive officers





On
December 31, 2013 Pieter du Plooy resigned as an officer and
director of the Company. There were no disagreements with Mr. du
Plooy. Immediately prior to Mr. du Plooy’s resignation the
Company’s board of directors appointed Conn Flanigan as a
director until the next annual meeting of shareholders and until
his successor is duly elected and qualified or until his
resignation or removal. In addition, the Board of Directors then
appointed Conn Flanigan as Chief Executive Officer and Chief
Financial Officer. Our sole director serves until his successor is
elected and qualified. Our sole officer is elected by the Board of
Directors to a term of one (1) year and serves until his successor
is duly elected and qualified, or until he is removed from office.
The Board of Directors has no nominating or compensation
committees. The company’s current Audit Committee consists of
our sole officer and director.





The
name, address, age and position of our present sole officer and
director is set forth below:





Name

Age

Position(s)Conn
Flanigan

47

President,
Secretary/ Treasurer, Chief Financial Officer and Chairman of the
Board of Directors.





Business Experience





Mr.
Flanigan has served as General Counsel with eBanker Corporate
Services Inc, a Colorado subsidiary of Express Ltd since 2007. From
2000 – 2007 Mr. Flanigan served as Corporate counsel to
eVision Corporate Services, Inc, a Colorado subsidiary of Xpress
Ltd. Mr. Flanigan received a B.A. in international relations from
the University of San Diego in 1990 and a Juris Doctor Degree from
the University of Denver Strum College of Law in 1996.





The
Company appointed Mr Flanigan in recognition of the importance of
his abilities to assist the Company in expanding its business and
the contributions he can make to its strategic
direction.





21





Section 16(a) Beneficial Ownership Reporting
Compliance





To our
knowledge, other than Lindsey Perry, no director, officer or
beneficial owner of more than ten percent of any class of our
equity securities, failed to file on a timely basis reports
required by Section 16(a) of the Exchange Act during
2015.





Code of Ethics Policy





We have
not yet adopted a code of ethics that applies to our principal
executive officer, principal financial officer, principal
accounting officer or controller or persons performing similar
functions.





Corporate Governance





There
have been no changes in any state law or other procedures by which
security holders may recommend nominees to our board of directors.
In addition to having no nominating committee for this purpose, we
currently have no specific audit committee and no audit committee
financial expert. Based on the fact that our current business
affairs are simple, any such committees are excessive and beyond
the scope of our business and needs.





Family Relationships





There
are no family relationships between our officers and
directors.





Involvement in Certain Legal Proceedings





None of
our directors, executive officers and control persons has been
involved in any of the following events during the past ten
years:





●
 Any bankruptcy
petition filed by or against any business of which such person was
a general partner or executive officer either at the time of the
bankruptcy or within two years prior to that time,





●
 Any conviction in a
criminal proceeding or being subject to any pending criminal
proceeding (excluding traffic violations and other minor
offenses);





●
 Being subject to
any order, judgment or decree, not subsequently reversed, suspended
or vacated, of any court of competent jurisdiction, permanently or
temporarily enjoining, barring, suspending or otherwise limiting
his or her involvement in any type of business, securities or
banking activities; or





22





●
 Being found by a
court of competent jurisdiction (in a civil action), the Commission
or the Commodity Futures Trading Commission to have violated a
federal or state securities or commodities law, and the judgment
has not been reversed, suspended, or vacated.





Conflicts of Interest





Except
as provided for in Article XI of the Company By-laws, no officer,
director or security holder of the company may be involved in
pecuniary interest in any investment acquired or disposed of by the
registrant or in any transaction to which the registrant or any of
its subsidiaries is party or has an interest.





None of
the directors, officers, security holders or affiliates of the
registrant may engage, for their own account, business activities
of the types conducted by the registrant and its
subsidiaries.





At the
present time, the company does not foresee any direct conflict
between Mr. Flanigan’s other business interests and his
involvement in HOMEOWNUSA.





Item 11. Executive Compensation.





HOMEOWNUSA
has made no provisions for paying cash or non-cash compensation to
its sole officer and director. No salaries are being paid at the
present time, and none will be paid unless and until our operations
generate sufficient cash flows.





The
table below summarizes all compensation awarded to, earned by, or
paid to our named executive officer for all services rendered in
all capacities to us for the period from inception through January
31, 2016.





SUMMARY COMPENSATION TABLE





Name and
Principal Position
Year

Salary
Bonus
Stock
Awards
Option
Awards
Non-Equity
Incentive Plan Comp
Nonqualified
deferred Comp Earnings
All Other
Comp
TotalConn
Flanigan
2016

-
-
-
-
-
-
-
-President
2015

-
-
-
-
-
-
-
-





We did
not pay any salaries in 2012, 2013, 2014, 2015 and 2016. We do not
anticipate beginning to pay salaries until we have adequate funds
to do so. There are no other stock option plans, retirement,
pension, or profit sharing plans for the benefit of our officer and
director other than as described herein.





23





Outstanding Equity Awards at Fiscal Year-End





There
were no grants of stock options through the date of this
report.





We do
not have any long-term incentive plans that provide compensation
intended to serve as incentive for performance.





The
Board of Directors of the Company has not adopted a stock option
plan. The company has no plans to adopt it but may choose to do so
in the future. If such a plan is adopted, this may be administered
by the board or a committee appointed by the board (the
“Committee”). The committee would have the power to
modify, extend or renew outstanding options and to authorize the
grant of new options in substitution therefore, provided that any
such action may not impair any rights under any option previously
granted. HOMEOWNUSA may develop an incentive based stock option
plan for its officers and directors and may reserve up to 10% of
its outstanding shares of common stock for that
purpose.





Stock Awards Plan





The
company has not adopted a Stock Awards Plan, but may do so in the
future. The terms of any such plan have not been
determined.





Director Compensation





At this
time, HOMEOWNUSA has not entered into any employment agreements
with its sole officer and director. If there is sufficient cash
flow available from our future operations, the company may enter
into employment agreements with our sole officer and director or
future key staff members.





Item 12. Security Ownership of Certain Beneficial Owners and
Management and Related Stockholder Matters.





The
following table sets forth, as of December 13, 2016,
the number and percentage of our outstanding shares of common stock
owned by (i) each person known to us to beneficially own more than
5% of its outstanding common stock, (ii) each director, (iii) each
named executive officer and significant employee, and (iv) all
officers and directors as a group.





24





The
number of shares listed below includes shares that each shareholder
listed in the table has the right to acquire beneficial ownership
of within 60 days.





Name and
Address

Number &
Class of Shares

Percentage of
Outstanding Common SharesConn
Flanigan

0
Common

0.00%Directors/
Officers

0
Common

0.00%As a
group one (1) personSingapore
eDevelopment, Ltd

74,015,730
Common

99.96%





Based
upon 74,043,324 outstanding common shares as of December
13, 2016.





Item 13. Certain Relationships and Related Transactions, and
Director Independence.





On July
7, 2014 we received an investment of $37,000 from our CloudBiz, our
majority investor.





On
November 4, 2016 Cloudbiz International Pte. Ltd transferred
74,015,730 common shares to Singapore eDevelopment
Ltd.





Item 14. Principal Accounting Fees and Services.





The following table indicates the fees paid by us for services
performed for the years ended January 31, 2016 and
2015:





Year Ended
January 31, 2016
Year Ended
January 31, 2015Audit
Fees
$0
$5,000Tax
Fees
0
0All
Other Fees
0
4,500Total
$0
$9,500





Audit Fees. This category includes the aggregate fees billed
for professional services rendered by the independent auditors
during the year ended January 31, 2016 and 2015 for the audit of
our financial statements.





Tax Fees. This category includes the aggregate fees billed
for tax services rendered in the preparation of our federal and
state income tax returns.





All Other Fees. This category includes the aggregate fees billed
for all other services, exclusive of the fees disclosed above,
rendered during the year ended January 31, 2016 and
2015.








25





PART
IV





Item 15. Exhibits, Financial Statement Schedules





(a)(1)
List of Financial statements included in Part II
hereof





Balance
Sheets, January 31, 2016 and 2015


Statements
of Operations for the years ended January 31, 2016 and
2015


Statements
of Stockholders' Equity (Deficit) for the years ended January 31,
2016 and 2015


Statements
of Cash Flows for the years ended January 31, 2016 and
2015


Notes
to the Financial Statements





(a)(2)
List of Financial Statement schedules included in Part IV hereof:
None.


(a)(3)
Exhibits





The
following exhibits are included herewith:





Exhibit
No.
Description31
Certification
of Chief Executive Officer and Chief Financial Officer Pursuant to
Section 302 of the Sarbanes-Oxley Act of 200232
Certification
of Chief Executive Officer and Chief Financial Officer Pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002101.INS*
XBRL
Instance Document101.SCH*
XBRL
Taxonomy Extension Schema Document101.CAL*
XBRL
Taxonomy Extension Calculation Linkbase Document101.DEF*
XBRL
Taxonomy Extension Definition Linkbase Document101.LAB*
XBRL
Taxonomy Extension Label Linkbase Document101.PRE*
XBRL
Taxonomy Extension Presentation Linkbase Document





*XBRL
(Extensible Business Reporting Language) information is furnished
and not filed or a part of a registration statement or prospectus
for purposes of Sections 11 or 12 of the Securities Act of 1933, as
amended, is deemed not filed for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended, and otherwise is not
subject to liability under these sections.





Following
are a list of exhibits which we previously filed in other reports
which we filed with the SEC, including the Exhibit No., description
of the exhibit and the identity of the Report where the exhibit was
filed.





No.
Description
Filed With
Date Filed3.1
Articles
of Incorporation
Form
S-11
October
20, 20103.2
Bylaws
Form
S-11
October
20, 2010





26





SIGNATURES





In accordance with Section 13 or 15(d) of the Exchange Act, the
registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.





HOMEOWNUSADated: December 14, 2016
By:
/s/CONN FLANIGANConn FlaniganChief Executive and Financial Officer, Director





Pursuant to the requirements of the Securities Exchange Act of
1934, as amended, this report has been signed below by the
following persons on behalf of the registrant and in the capacities
indicated.





Signature
Title
Date/s/Conn
Flanigan

Conn
Flanigan
Chief Executive Officer and Accounting Officer,
Director
December
14, 2016








27